Brown & Brown, Inc. · NYSE:BRO
Brown & Brown — Q2 2026 Earnings Presentation
100 slides from Brown & Brown's earnings presentation, Jul 28, 2026
Slide 1: 2025 Annual Report
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Slide 2: Committed to Results
Committed to Results $5.9B 22.8% Revenue Total Revenue Growth $1.5B $1.8B Cash Flow Annual Revenue from Operations of 43 Acquisitions With a unique company culture built on honesty, integrity, superior capabilities and grit, we value teamwork and share a competitive edge. We are steadfast in our ded
Slide 3: Leadership Overview
Leadership Overview Board of Directors From Left to Right: J. Hyatt Brown • Timothy R. M. Main • Joia M. Johnson • Wendell S. Reilly • Jaymin B. Patel • Toni Jennings • H. Palmer Proctor, Jr.1 • Paul J. Krump • Theodore J. Hoepner • James S. Hunt • Kathleen A. Savio • Bronislaw E. Masojada • Lawrenc
Slide 4: A Message from Our CEO
A Message from Our CEO 2025 was a year of meaningful accomplishment for Brown & Brown —and a year of significant change. Amid shifting markets, industry consolidation and economic uncertainty, we delivered strong financial and operational results while also completing the largest acquisition in our co
Slide 5: A Message from Our CEO
From an insurance pricing perspective, we saw meaningful If you are a shareholder, thank you for your confidence in declines in catastrophic property rates during the year. our team and our long-term approach. While some of the While these pricing dynamics negatively impacted our investment community
Slide 6: Focused on Forever
Focused on Forever Brown & Brown is A Forever Company, and we are passionate about positively impacting our society. We are focused on the success of our teammates, customers, carrier partners and communities—now and in the future. People & Human Capital Management Data Security People, performance,
Slide 7: Brown & Brown, Inc. Form 10-K
Pro UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE A
Slide 8: Annual Report on Form 10-K Index
BROWN & BROWN, INC. ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 INDEX PAGE NO. Part I 5 Item 1. Business 5 Item 1A. Risk Factors 11 Item 1B. Unresolved Staff Comments 26 Item 1C. Cybersecurity 26 Item 2. Properties 27 Item 3. Legal Proceedings 27 Item 4. Mine Safety Disclo
Slide 9: Disclosure Regarding Forward-Looking Statements
Disclosure Regarding Forward-Looking Statements Brown & Brown, Inc., together with its subsidiaries (collectively, “we,” “Brown & Brown” or the “Company”), makes “forward-looking statements” within the “safe harbor” provision of the Private Securities Litigation Reform Act of 1995, as amended, throu
Slide 10: Forward-looking factors
• Our reliance on vendors and other third parties to perform key functions of our business operations and provide services to our customers; • The significant control certain shareholders have; • Changes in data privacy and protection laws and regulations or any failure to comply with such laws and
Slide 11: Item 1. Business - General
PART I ITEM 1. Business. General Brown & Brown, Inc., a Florida corporation, and its subsidiaries (collectively, “Brown & Brown” or the “Company”) is a diversified insurance agency, wholesale brokerage, insurance programs and service organization that markets and sells insurance products and service
Slide 12: Retail segment
Retail segment The Retail segment provides a broad range of insurance products and services to commercial, public and quasi-public, professional and individual insured customers, and non-insurance services and products through our automobile dealer services F&I businesses. Significant lines of cover
Slide 13: Specialty Distribution programs and wholesale
housing; and workers’ compensation. The Arrowhead Core Commercial program which covered a broad segment of industries is currently in run-off. Public Entity: Public entity programs range from providing fully insured programs to establishing risk retention insurance pools, and excess and facultative
Slide 14: Our Guiding Principles
Our Guiding Principles Our foundation is built on four pillars: people, performance, service and innovation. Our employees, whom we call “teammates,” form a cohesive team bound by shared behaviors and values—our cultural DNA. We are committed to serving our customers, communities, teammates, carrier
Slide 15: Diversity, Inclusion & Belonging
Our DIB advisory council evaluates our Company's current strengths and opportunities for development by initiating teammate surveys, listening sessions, group focus sessions and training modalities, including a course for all teammates focused on understanding and managing unconscious bias. In 2022,
Slide 16: Available Information
Available Information We are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and its rules and regulations. The Exchange Act requires us to file reports, proxy statements and other information with the SEC. We make available free of char
Slide 17: Stephen P. Hearn
Stephen P. Hearn. Mr. Hearn was appointed as an executive vice president and chief operating officer in February 2025, and as president of our Retail segment in October 2025. Mr. Hearn previously served as a director of the Company from August 2024 until February 2025. Mr. Hearn began his insurance
Slide 18: Risks of the Accession Transaction
We believe that there are significant benefits and synergies that may be realized through the Transaction. However, the efforts to realize these benefits and synergies will be a complex process and may disrupt existing operations if not implemented in a timely and efficient manner. The full benefits
Slide 19: Accession advisory services risk
In addition, Accession has an advisory services business that assists certain customers with the establishment of captive insurance companies, for their own purposes, which leverage the benefits of Section 831(b) of the Internal Revenue Code of 1986, as amended, and which are subject to audit and ov
Slide 20: Cybersecurity and AI risks
disclosure of proprietary, customer, employee or other data, the inability to render services due to system outages or other business disruptions, regulatory action and scrutiny, monetary and reputational damages and significant increases in compliance costs. Further, the advance of generative artif
Slide 21: Acquisition risks
working capital requirements, which could reduce our return on invested capital; entry into unfamiliar markets or lines of business; unanticipated problems or legal liabilities; estimation of acquisition earn-outs; and tax and accounting issues, some or all of which could have a material adverse eff
Slide 22: International and technology risks
• Burdens of complying with, and the risk of employees or third parties acting on our behalf violating, anti-corruption laws in foreign countries; and • Burdens of complying with a wide variety of labor practices and international laws and or disclosure requirements, including those relating to expo
Slide 23: AI risks
along with the adverse impacts that such flawed models could have on our business and operations. Furthermore, governance and ethical issues relating to the use of AI or RPA may also result in reputational harm, liability and/or financial losses. If any of our employees, contractors, consultants, ve
Slide 24: Geographic and disaster risks
countries. In addition, the occurrence of adverse economic conditions, natural or other disasters, or other circumstances specific to or otherwise significantly impacting these jurisdictions could adversely affect our financial condition, results of operations and cash flows. We are susceptible to l
Slide 25: Captives and F&I risks
From time to time, we participate in captive insurance facilities for the purpose of facilitating additional underwriting capacity for our customers and to participate in underwriting results. While our underwriting risk through our participation in these facilities is limited, we may be subject to
Slide 26: Insider ownership and legal risks
At December 31, 2025, our executive officers, directors and certain of their family members collectively beneficially owned approximately 13.1% of our outstanding common stock, of which J. Hyatt Brown, our chairman of the board, and his sons, J. Powell Brown, our president and chief executive office
Slide 27: Data security and privacy
We are responsible for maintaining the security and privacy of our customers’ confidential and proprietary information and the personal data of their employees. We have put in place administrative, physical, procedures and technological safeguards designed to protect the security and privacy of this
Slide 28: Regulatory risks
legislatures in the international jurisdictions in which we operate may adopt new laws addressing contingent commission arrangements, including laws prohibiting such arrangements, and addressing disclosure of such arrangements to insureds. Various state departments of insurance or other internationa
Slide 29: ESG practices risk
Some investors have increased their emphasis on the ESG practices of companies across all industries, including with respect to climate and human capital management. Certain investors have developed their own ESG ratings while others use third-party benchmarks or scores to measure a company’s ESG pr
Slide 30: Credit facility risks
The failure of any lender under our revolving credit facility (which matures in 2026) (the “Revolving Credit Facility”) could adversely affect our ability to borrow on that facility, which over time could negatively impact our ability to consummate significant acquisitions or make other significant
Slide 31: Competition risks
intermediary business. A number of insurance companies are engaged in the direct sale of insurance, primarily to individuals, and do not pay commissions to agents and brokers. In addition, and to the extent that banks, securities firms, private equity funds and insurance companies affiliate, the fin
Slide 32: Goodwill impairment and accounting estimates
group. Any impairment identified through this assessment may require that the carrying value of related amortizable intangible assets be adjusted. There have been no impairments recorded to either goodwill or amortizable intangibles for the years ended December 31, 2025, 2024 and 2023. CHANGES IN OU
Slide 33: Cybersecurity training and incident response
program that includes testing. They are also subject to security awareness communications and random simulated phishing campaigns. Moreover, teammates are required to complete Health Insurance Portability and Accountability Act of 1996 (HIPAA) training every one or two years, depending on their loca
Slide 34: Item 5. Market for Common Equity
PART II ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our common stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “BRO”. On February 10, 2026, there were 340,420,023 shares of our common stock outstanding
Slide 35: Performance Graph
Performance Graph The following performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or the Exchange Act, each as amended, exc
Slide 36: Item 6. Reserved
ITEM 6. Reserved. 30
Slide 37: Item 7. MD&A - Company Overview
ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. General Company Overview The following discussion should be read in conjunction with our Consolidated Financial Statements and the related Notes to those Financial Statements included elsewhere in this Ann
Slide 38: Income before income taxes 2025
Income before income taxes for the year ended December 31, 2025, increased by $68 million, or 5.2% over 2024, driven by Organic Revenue growth, increased profit-sharing contingent commissions, leveraging our expense base, increased investment income, acquisitions completed in the past twelve months
Slide 39: Non-GAAP caption definitions
• “(Gain)/loss on disposal” is a caption on our consolidated statements of income which reflects net proceeds received as compared to the net book value related to sales of books of business and other divestiture transactions. • “Mark-to-market of escrow liability” is a caption on our consolidated s
Slide 40: Business Combinations and Purchase Price Allocations
Business Combinations and Purchase Price Allocations In connection with acquisitions, we record the estimated fair value of net tangible assets purchased, the estimated fair value of identifiable intangible assets purchased, which primarily consist of purchased customer accounts, and the excess of p
Slide 41: Goodwill fair value methodology
We typically use a combination of market and income approach methodologies to estimate the fair value of our reporting units. The income approach is generally based on a discounted cash flow analysis, which estimates the present value of the projected cash flows to be generated by the reporting unit
Slide 42: Results of Operations 2025 and 2024
RESULTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 The following discussion and analysis regarding results of operations and liquidity and capital resources should be considered in conjunction with the accompanying Consolidated Financial Statements and related Notes. For a comparis
Slide 43: Employee Compensation and Benefits
Employee Compensation and Benefits Employee compensation and benefits expense as a percentage of total revenues was 49.7% for the year ended December 31, 2025 as compared to 50.1% for the year ended December 31, 2024, and increased 22.0%, or $529 million. This increase included $448 million of compe
Slide 44: Acquisition earn-out payables
As of December 31, 2025, the fair values of the estimated acquisition earn-out payables were reevaluated and measured at fair value on a recurring basis using unobservable inputs (Level 3) as defined in ASC 820 - Fair Value Measurement. The resulting net changes, as well as the interest expense accr
Slide 45: Organic Revenue reconciliation
The reconciliation of total commissions and fees included in the Consolidated Statements of Income to Organic Revenue, a non-GAAP financial measure, including by segment, and the growth rates for Organic Revenue for the year ended December 31, 2024, by segment, are as follows: 2024 Retail(1) Special
Slide 46: EBITDAC reconciliation
The reconciliation of income before income taxes, included in the Consolidated Statements of Income, to EBITDAC, a non-GAAP measure, and EBITDAC - Adjusted, a non-GAAP measure, and Income Before Income Taxes Margin to EBITDAC Margin, a non-GAAP measure, and EBITDAC Margin - Adjusted, a non-GAAP meas
Slide 47: Retail Segment
Retail Segment The Retail segment provides a broad range of insurance products and services to commercial, public and quasi-public, professional and individual insured customers, and non-insurance risk-mitigating products through our F&I businesses. Approximately 77% of the Retail segment’s commissi
Slide 48: Arrowhead Programs
Arrowhead Programs manages a diverse portfolio of professional liability, personal lines, commercial lines, public entity and specialty programs supported by over 100 well-capitalized insurance carriers. In most cases, the insurance carriers that support these programs have delegated underwriting an
Slide 49: Specialty Distribution results
Total commissions and fees increased 19.8% and the Organic Revenue growth rate was 2.8% for 2025. The Organic Revenue growth was driven by net new and retained business and exposure unit expansion; and was partially offset by non-recurring flood claims processing revenue in the prior year and declin
Slide 50: Investing Cash Flows
Investing Cash Flows Cash flows used for investing activities were $7,914 million and $898 million for the years ended December 31, 2025 and 2024, respectively, an increase of $7,016 million. Acquisitions During 2025, the Company completed 43 acquisitions (including book purchases) and paid $7,854 m
Slide 51: Revolving Credit Facility and term loans
The outstanding amounts under the Revolving Credit Facility and associated term loan in total are $269 million in total, and are classified as current liabilities as of December 31, 2025, as the facilities mature within twelve months of the balance sheet date. Although the Company intends to refinan
Slide 52: Senior notes
On June 11, 2024, the Company completed the issuance of $600 million aggregate principal amount of 5.650% senior notes due 2034 (the “2034 Senior Notes”). The net proceeds to the Company from the issuance of the 2034 Senior Notes, after deducting underwriting discounts and estimated offering expense
Slide 53: Item 7A. Market Risk
ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk. Market risk is the potential loss arising from adverse changes in market rates and prices, such as interest rates, foreign exchange rates and equity prices. We are exposed to market risk through our investments, revolving credit li
Slide 54: Item 8. Financial Statements Index
ITEM 8. Financial Statements and Supplementary Data. Index to Consolidated Financial Statements Page No. Consolidated Statements of Income for the years ended December 31, 2025, 2024 and 2023 49 Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024 and 2023 50 C
Slide 55: Consolidated Statements of Income
BROWN & BROWN, INC. CONSOLIDATED STATEMENTS OF INCOME For the Year Ended December 31, (in millions, except per share data) 2025 2024 2023 REVENUES Commissions and fees $ 5,763 $ 4,705 $ 4,199 Investment and other income 139 100 58 Total revenues 5,902 4,805 4,257 EXPENSES Employee compensation and b
Slide 56: Consolidated Statements of Comprehensive Income
BROWN & BROWN, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Year Ended December 31, (in millions) 2025 2024 2023 Net income attributable to the Company $ 1,054 $ 993 $ 871 Foreign currency translation gain/(loss) 319 (91) 128 Unrealized gain on available-for-sale debt securities, net of tax
Slide 57: Consolidated Balance Sheets
BROWN & BROWN, INC. CONSOLIDATED BALANCE SHEETS December 31, December 31, (in millions, except per share data) 2025 2024 ASSETS Current Assets: Cash and cash equivalents $ 1,079 $ 675 Fiduciary cash 2,471 1,827 Commission, fees and other receivables 1,438 895 Fiduciary receivables 1,515 1,116 Reinsu
Slide 58: Consolidated Statements of Equity
BROWN & BROWN, INC. CONSOLIDATED STATEMENTS OF EQUITY Common Stock Accumulate d Other Additional Comprehen Non- Shares Par Paid-In Treasury sive Income Retained Controlling (in millions, except per share data) Outstanding Value Capital Stock (Loss) Earnings Interest Total Balance at January 1, 2023
Slide 59: Consolidated Statements of Cash Flows
BROWN & BROWN, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended December 31, (in millions) 2025 2024 2023 Cash flows from operating activities: Net income before non-controlling interests $ 1,067 $ 1,002 $ 871 Adjustments to reconcile net income before non-controlling interests to net cash prov
Slide 60: Notes: Summary of Significant Accounting Policies
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 Summary of Significant Accounting Policies Nature of Operations Brown & Brown, Inc., a Florida corporation, and its subsidiaries (collectively, “Brown & Brown” or the “Company”) is a diversified insurance agency, wholesale brokerage, insurance progra
Slide 61: Recently Adopted Accounting Standards
Recently Adopted Accounting Standards In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures." This ASU enhances income tax disclosure requirements, including expanded disclosure of the effective tax rate reconciliation in both percentages and reporting currency amoun
Slide 62: Fiduciary funds and investments
Unremitted net insurance premiums are held in a fiduciary capacity until the Company disburses them, and the use of such funds is restricted by laws in certain jurisdictions in which we operate, or are restricted due to our contracts with certain insurance companies in which we hold premiums in a fi
Slide 63: Acquisition earn-out obligations
Many of the Company's acquisitions contain provisions for potential earn-out obligations. The amounts recorded as earn-out payables are based upon the terms of the purchase agreements and the present value of expected future payments to be made to the sellers resulting from estimated future operatin
Slide 64: Net Income Per Share
Net Income Per Share Basic net income per share is computed based on the weighted average number of common shares (including participating securities) issued and outstanding during the period. Diluted net income per share is computed based on the weighted average number of common shares issued and o
Slide 65: Fair value of debt
The estimated fair value of our variable floating-rate debt agreements is $632 million, which approximates the carrying value due to the variable interest rate based upon adjusted Secured Overnight Financing Rate (“SOFR”). The fair value of our senior notes are measured using market quotes of notes
Slide 66: Note 2 Revenues
NOTE 2 Revenues The following tables present the revenues disaggregated by revenue source: For the year ended December 31, 2025 Specialty (in millions) Retail Distribution Other(8) Total Base commissions(1) $ 2,334 $ 1,607 $ — $ 3,941 Fees(2) 795 485 (2) 1,278 Other supplemental commissions(3) 185 2
Slide 67: Revenues by geography
(7) Other income consists primarily of other miscellaneous income. (8) Fees within Other reflects the elimination of intercompany revenues. Revenues Disaggregated by Geography The following table presents the revenues disaggregated by geographic area where our services are being performed: For the y
Slide 68: Business combinations provisional valuation
Based on the acquisition date and the complexity of the underlying valuation work, certain amounts included in the Company’s Consolidated Financial Statements may be provisional; and therefore, those amounts are subject to further adjustments within the permitted measurement period, as defined in AS
Slide 69: Acquisition consideration and purchase price allocation
Accession Risk NBS Insurance Tim Parkman, Management Poulton (in millions) Agency Inc. Group Associates, LLC Other (1) Total Retail & Retail & Segment Specialty Specialty Specialty Specialty Specialty Distribution Distribution Distribution Distribution Distribution Effective date of acquisition Nove
Slide 70: Pro forma revenues and net income
(UNAUDITED) Year Ended December 31, (in millions, except per share data) 2025 2024 Total revenues $ 6,947 $ 6,637 Net income attributable to the Company $ 1,220 $ 1,080 Net income per share: Basic $ 3.63 $ 3.22 Diluted $ 3.45 $ 3.20 Acquisition Earn-Out Payables ASC 805 is the authoritative guidance
Slide 71: Note 4 Goodwill
NOTE 4 Goodwill The changes in the carrying value of goodwill by reportable segment for the years ended December 31, are as follows: Specialty (in millions) Retail Distribution Total Balance as of January 1, 2024 $ 4,870 $ 2,471 $ 7,341 Acquisitions 671 27 698 Adjustments during measurement period (
Slide 72: Fixed Assets and Accrued Expenses
NOTE 6 Fixed Assets Fixed assets at December 31 consisted of the following: (in millions) 2025 2024 Furniture, fixtures, equipment and software $ 448 $ 382 Leasehold improvements 88 73 Land, buildings and improvements 137 136 Total cost 673 591 Less accumulated depreciation and amortization (306) (2
Slide 73: Note 8 Long-Term Debt
NOTE 8 Long-Term Debt Long-term debt at December 31, 2025 and 2024 consisted of the following, with certain prior-period amounts having been reclassified to conform to the current-period presentation. December 31, December 31, (in millions) 2025 2024 Current portion of long-term debt: Current portio
Slide 74: Credit agreements and term loans
The Company has credit agreements that include term loans and a Revolving Credit Facility of $800 million, all having similar terms and covenants. The outstanding balance on the term loans was $532 million and $756 million as of December 31, 2025 and December 31, 2024, respectively. There was an out
Slide 75: Income tax rate reconciliation
The table below provides additional information as a result of our adoption of ASU 2023-09. A reconciliation of the differences between the effective tax rate and the federal statutory tax rate for the year ended December 31, 2025 is as follows: (in millions) 2025 2025 Provision for income taxes at
Slide 76: Net operating loss carryforwards
At December 31, 2025, for income tax reporting purposes, the Company had net operating loss carryforwards of $214 million for federal, $24 million net operating loss carryforwards for international jurisdictions and $4.8 billion net operating loss carryforwards for state, portions of which expire in
Slide 77: Performance Stock Plan activity
At December 31, 2025, 10,154,854 shares had been granted, net of forfeitures, under the PSP. As of December 31, 2025, 32,000 shares had met the first condition of vesting and had been awarded, and 10,122,854 shares had satisfied both conditions of vesting and had been distributed to participants. Th
Slide 78: Stock Incentive Plan activity
The Company uses the closing stock price on the day before the grant date to determine the fair value of grants under the 2010 SIP and 2019 SIP and then applies an estimated forfeiture factor to estimate the annual expense. Additionally, the Company uses the path-dependent lattice model to estimate
Slide 79: Teammate Stock Purchase Plan
The Company estimates the fair value of an TSPP share option as of the beginning of the Subscription Period as the sum of: (i) 15% of the quoted market price of the Company’s stock on the day prior to the beginning of the Subscription Period, and (ii) 85% of the value of a one-year stock option on t
Slide 80: Non-cash investing and financing activities
The Company’s significant non-cash investing and financing activities are summarized as follows: Year Ended December 31, (in millions) 2025 2024 2023 Other payables issued for acquisitions and purchased customer accounts $ 712 $ 27 $ 12 Estimated acquisition earn-out payables and related charges 58
Slide 81: Leases
The right-of-use asset is initially measured at cost, which is primarily composed of the initial lease liability, plus any initial direct costs incurred, less any lease incentives received. The lease liability is initially measured at the present value of the minimum lease payments through the term
Slide 82: Lease maturities and Segment Information
Maturities of the operating lease liabilities by fiscal year at December 31, 2025 for the Company's operating leases are as follows: (in millions) Operating Leases 2026 $ 72 2027 67 2028 54 2029 42 2030 32 Thereafter 73 Total undiscounted lease payments 340 Less: Imputed interest 35 Present value of
Slide 83: Reportable segments summary
Summarized financial information concerning the Company’s reportable segments is shown in the following table. Year Ended December 31, 2025 (in millions) Retail Specialty Distribution Total Total segment revenues $ 3,406 $ 2,409 $ 5,815 Reconciliation of revenues Other (1) 87 Total consolidated reve
Slide 84: Insurance Company Subsidiary Operations
(1) "Other" includes any income and expenses not allocated to reportable segments and corporate-related items. (2) Significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM. NOTE 16 Insurance Company Subsidiary Operations The Company o
Slide 85: Reinsurance and captives
As of December 31, 2025, the Consolidated Balance Sheets contained Reinsurance recoverable of $167 million and Prepaid reinsurance premiums of $553 million which are related to the WNFIC business. As of December 31, 2024, the Consolidated Balance Sheets contained reinsurance recoverable of $1,525 mi
Slide 86: Report of Independent Registered Public Accounting Firm
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the shareholders and the Board of Directors of Brown & Brown, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Brown & Brown, Inc. and subsidiaries (the "Company") as of December 31, 20
Slide 87: Critical Audit Matter
How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the revenue projections and selection of the discount rates for the purchased customer accounts included the following, among others: • We tested the effectiveness of controls over the valuation of the purchased
Slide 88: Audit standards and internal control
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an u
Slide 89: Management's Report on Internal Control
Management’s Report on Internal Control over Financial Reporting The management of Brown & Brown, Inc. and its subsidiaries (“Brown & Brown”) is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Securities Exchange Act Rule 13
Slide 90: Items 9 and 9A Controls and Procedures
ITEM 9. Changes in and Disagreements with Accountants and Financial Disclosure. There were no changes in or disagreements with accountants on accounting and financial disclosure in 2025. ITEM 9A. Controls and Procedures. Evaluation of Disclosure Controls and Procedures We carried out an evaluation (
Slide 91: Part III Item 10. Directors and Governance
PART III ITEM 10. Directors, Executive Officers and Corporate Governance. Certain information regarding our executive officers is included in Part I of this Report under the heading "Information About Our Executive Officers" in accordance with General Instruction G(3) of Form 10-K. We have adopted a
Slide 92: Part IV Item 15. Exhibits
PART IV ITEM 15. Exhibits and Financial Statements Schedules. The following documents are filed as part of this Report: 1. Financial statements Reference is made to the information set forth in Part II, Item 8 of this Report, which information is incorporated by reference. 2. Consolidated Financial
Slide 93: Exhibit list: Notes due 2032
4.15 Form of Brown & Brown, Inc.’s 5.250% Notes due 2032 (incorporated by reference to Exhibit 4.6 to Form 8-K filed on June 23, 2025). 4.16 Form of Brown & Brown, Inc.’s 5.550% Notes due 2035 (incorporated by reference to Exhibit 4.7 to Form 8-K filed on June 23, 2025). 4.17 Form of Brown & Brown,
Slide 94: Exhibit list: stock incentive plans
10.4(j)* Form of Performance Stock Unit Award Agreement under the 2019 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to Form 8-K filed on February 23, 2022). 10.4 (k)* Form of Restricted Stock Unit Agreement under the 2019 Stock Incentive Plan (incorporated by reference to Exhibit
Slide 95: Filed herewith
** Filed herewith *** Certain exhibits and schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted exhibits and schedules upon request by the SEC; provided, however, that the Company may request conf
Slide 96: Signatures
SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BROWN & BROWN, INC. Registrant Date: February 11, 2026 By: /s/ J. Powell Brown J
Slide 97: Attorney-in-fact signature
*By: /s/ Anthony M. Robinson Anthony M. Robinson Attorney-in-fact 91
Slide 98: Intentionally left blank
[INTENTIONALLY LEFT BLANK]
Slide 99: Shareholder Information
Shareholder Information Corporate Offices Annual Meeting 300 North Beach Street The Annual Meeting of Shareholders of Daytona Beach, Florida 32114 Brown & Brown, Inc. will be held virtually. (386) 252-9601 Please register at https://web.viewproxy.com/BBrown/2026 Outside Counsel Holland & Knight LLP
Slide 100: Anyone can start. Few can sustain.
Anyone can start. Few can sustain. To $8 Billion and Beyond 300 North Beach Street Daytona Beach, FL 32114 (386) 252-9601 BBrown.com